Subjects: ERN, OTC
Amended & Restated Financial Results for the Nine Months Ended December 31, 2016
VANCOUVER, British Columbia, August 24, 2017 /PRNewswire/ --
Marapharm Ventures Inc. (CSE: MDM) ("Marapharm" or the "Company") announces that, as a result of a review by the British Columbia Securities Commission, we are issuing the following press release to clarify our disclosure for certain items related to the previously filed financial statements, related management's discussion and analysis ("MD&A") for the nine months ending December 31, 2016. The Company has filed amended and restated Financial Statements and MD&A, copies of which are available and can be viewed at http://www.sedar.com.
The effect of the restatement for material items is detailed as follows:
December December
31, 2016 31, 2016
As As
Previously Restated
Reported Restatement
$ $ $
Consolidated
Statement
of Financial
Position
Trade and Other
Receivables 18,602 274,582 (a) 293,184
Loan Receivable 456,983 (154,875) (b) 302,108
Prepaid Expenses 1,276,761 (868,621) (c) 408,140
Deferred Expenses 49,925 (49,925) (d) -
Due From Related
Party - 456,983 (b) 456,983
Land, Property and
Equipment 3,142,221 (1,196,380) (e) 1,945,841
Intangible
Properties 1,009,709 563,910 (e) 1,573,619
Trade and Other
Payables 409,614 (112,432) (f) 297,182
18,320,84
Share Capital 3 (16,346) (g) 18,304,497
Stock Option Reserve 1,583,171 (494,402) (h) 1,088,769
Foreign Currency
Translation Reserve (39,884) 234,390 (i) 194,506
(11,423,6
Accumulated deficit 68 (585,539) (j) (12,009,207)
(a) The restatement is due to the accrual of rental revenue from the Company's Washington State properties.
(b) The restatement is due to the reclassification of the original loan receivable to Due to Related Party and to set up a loan receivable from a third party.
(c) The restatement is as a result of expensing the fair value of shares issued for services as the shares represent compensation for services provided and are non-refundable. The adjustment is to Shareholder and Investor Relations expense.
(d) The restatement is as a result of reclassifying finder's fees payable on the bond issue.
(e) The restatement is a result of the reclassification of expenditures between consulting, materials & repairs, stock promotion expense and professional fees that were incorrectly apportioned to the expense accounts. The restatement also include adjustments between quarterly periods. The reclassification of prior period and previously reported amounts includes for the nine months the following:
- From Project Investigation Costs - $25,442 to Materials and Repairs and $122,701 to Consulting Fees for the three months ended December 31, 2016. A total of $212,258 was reclassified to Materials and Repairs with a total of $122,701 reallocated to Consulting Fees for the nine months ended December 31, 2016.
- From Prepaid to Stock Promotion & Investor Relations - $1,128,453 affecting the second quarter. Included in the current period are net additions of $259,832.
- From Consulting to Stock Promotion & Investor Relations $828,104.
- Other minor reclassifications for the prior periods were made to concur with the current period classification of expenses with no effect on Net Loss.
- From Property Plant & Equipment to Intangibles to reallocate amounts paid for the Washington property sublease right of $600,354.
- From Property Plant & Equipment to Deposits for a construction advance on the Las Vegas development equal to $134,270.
- From Property Plant & Equipment to Loan Receivable in the amount of $302,108.
- From Property Plant & Equipment to Stock Promotion & Investor Relations of $196,092.
- From Intangible Assets to Stock Promotion & Investor Relations of $36,444.
(f) The restatement is as a result of adjusting accrued liabilities for amounts actually paid.
(g) The restatement is due to the reallocation of share issuance costs from consulting and professional fees.
(h) The restatement is due to the recalculation of the fair value of stock options vested using appropriate metrics in the Black Scholes method of calculation.
(i) The restatement is as a result of the accumulated translation currency effect the various restatements.
(j) The restatement is related to the total impact on the Consolidate Statements of Comprehensive Loss
Three Months
Ended
December 31,
2016 Three Months Ended
As Previously December 31, 2016
Reported Restatement As Restated
$ $ $
Consolidated
Statement of
Comprehensive Loss
Revenues - 102,058 (a) 102,058
Bank Charges &
Interest - 1,827 (k) 1,827
1,275,1
Consulting Fees 82 (1,772,645) (c)(e) (497,463)
Directors' Fees - 4,500 (l) 4,500
Insurance - 13,875 (k) 13,875
Management Fees 34,500 (4,500) (l) 30,000
Materials and
Repairs - 25,442 (e) 25,442
Office 48,696 (30,351) (k) 18,345
Project
Investigation
Costs 148,196 (148,196) (e) -
Rent & Utilities 97,741 27,333 (m) 125,074
Stock Promotion &
Investor
Relations 26,666 2,263,548 (c)(e) 2,290,214
Amortization of
Intangible Assets - 59,650 (n) 59,650
Depreciation of
Property &
Equipment 2,111 78,888 (o) 78,888
Interest - 3,817 (k) 3,817
Stock Based
Compensation 923,225 (472,959) (h) 450,266
Foreign Currency
Translation Gain (23,362
(Loss) ) 51,403 (i) 28,041
Net Comprehensive
Income (Loss) For (2,896,
The Period 144) (5,052) (j) (2,901,196)
Basic and Diluted
Loss per Share (0.05) - (0.05)
(k) The restatement is as a result of a reallocation from the originally stated General and Administrative Costs. This account has been renamed as Office. The reduction of $30,351 is due to reclassification of costs to consulting and building improvement costs.
(l) The restatement is as a result of a reallocation from Management Fees
(m) The restatement is as a result of reallocations from Materials and Repairs
(n) The restatement is as a result of the recognition of amortization of intangible assets
(o) The restatement is as a result of the recognition of depreciation on property, plant and equipment additions
Nine Months
Ended
December 31,
2016 Nine Months Ended
As Previously December 31, 2016
Reported Restatement As Restated
$ $ $
Consolidated
Statement of
Comprehensive Loss
Revenues - 268,254 (a) 268,254
Bank Charges
& Interest - 5,186 (k) 5,186
Consulting 1,631,
Fees 107 (826,104) (c)(e) 805,003
Directors'
Fees - 13,500 (l) 13,500
Insurance - 13,875 (k) 13,875
Management 103,50
Fees 0 (13,500) (l) 90,000
Materials
and Repairs - 212,258 (e) 212,258
Office 73,787 (37,415) (k) 36,372
Project
Investigatio 334,95
n Costs 9 (334,959) (e) -
Rent & 203,89
Utilities 6 30,017 (m) 233,913
Stock
Promotion &
Investor
Relations 63,708 2,239,538 (c)(e) 2,303,246
Amortization
of
Intangible
Assets - 59,650 (n) 59,650
Depreciation
of Property
& Equipment 6,093 76,777 (o) 82,870
Interest 74,923 (46,349) (k) 28,574
Finance Fees 3,774 (50,226) (k) 54,000
Stock Based 923,22
Compensation 5 (472,959) (h) 450,266
Foreign
Currency
Translation
Gain (Loss) 57,616 (234,390) (i) 176,774
Net
Comprehensiv
e Income
(Loss) For (4,006
The Period ,096) 280,499 (j) (4,286,595))
Basic and
Diluted Loss
per Share (0.08) (.01) (0.09)
Nine Months
Ended
December 31,
2016 Nine Months Ended
As Previously December 31, 2016
Reported Restatement As Restated
$ $ $
Consolidated
Statement of
Cash Flows
Net Gain
(Loss) For
The Period (4,006,096) (457,273) (j) (4,463,369)
Amortization
of Patent
Costs - 59,650 (n) 59,650
Depreciation
of Property
and
Equipment 6,093 76,777 (o) 82,870
Stock Based
Compensation 3,029,863 (2,579,597) (h) 450,266
Loss on
Settlement
of Debt 3,774 (3,774) (k) -
Shares
Issued for
Services - 1,749,693 (p) 1,749,693
Shares
Issued for
Debt -
Interest
Portion - 34,944 (p) 34,944
Shares
Issued for
Cash, Net of
Issuance
Costs 2,630,050 206,412 (p) 2,836,462
Share
Subscription
Advance 100,000 (443.000) (p) (343,000)
Loan
Advanced to
Arm's Length
Party - (302,108) (b) (302,108)
Net
(Advanced
to)
Repayment
from Related
Party (314,894) 3,774 (b) (311,120)
Equipment
Financing
Loan
Repayments (393,388) 16,025 (q) (377,363)
Acquisition
of Property
and
Equipment -
net (2,515,269) 1,812,335 (e) (702,934)
Acquisition
of Land - (150,891) (e) (150,891)
Acquisition
of
Intangible
assets (414,853) (478,455) (e) (893,308)
Increase
(Decrease)
in Cash 3,388,969 76,046 (r) 3,465,015
Effect of
Exchange
Rate Changes
on Cash - (76,046) (r) (76,047)
(p) The restatement is as a result of inaccurate allocations of the various share issuances and placement originally filed.
(q) The restatement is to reflect both the current and long term portions of the debt as paid.
(r) The restatement is as a result of the accumulated effects of the above changes and to reflect the exchange rate changes on various foreign currency denominated transactions.
Changes to the MD&A
The Company has re-written the MD&A in order to comply with Form 51-102F1 disclosure requirements including:
- Expanded disclosure regarding corporate strategy and operational information on each of the Company's projects.
- Expanded disclosure for Selected Quarterly Financial Information, Discussion of Operations and Liquidity for the current quarter and year to date activities.
- Included in the Related Party Information transactions with the current President of the Company and entities related to him.
About Marapharm Ventures Inc.
Marapharm Ventures Inc., is uniquely positioned in the cannabis space as the Company currently holds cultivation and production licenses. These licenses allow for the purchase of plants and product from other licensed growers and has been approved for recreational use in the State of Nevada
The Company's growth strategy is to build facilities and acquire licenses in both Canada and the United States.
Additional information on the operations or financial results of Marapharm are included in reports on file with applicable securities regulatory authorities and may be accessed through the CSE website (http://www.thecse.com), the OTC website (http://www.otcmarkets.com), and the SEDAR website (http://www.sedar.com ) under the profile for Marapharm Ventures Inc.
Stock Exchanges:
Marapharm trades in Canada, ticker symbol MDM on the CSE, in the United States, ticker symbol MRPHF on the OTCQB, in Europe, ticker symbol 2M0 on the FSE.
The Investment Industry Regulatory Organization of Canada (IIROC) has approved the contents of this news release.
Neither the CSE, the FSE nor the OTCQB® has approved nor disapproved the contents of this press release. Neither the CSE, the FSE nor the OTCQB® accepts responsibility for the adequacy or accuracy of this release.
(signed "Linda Sampson")
Linda Sampson,
CEO
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "anticipate", "believe", "plan", "expect", "intend", "estimate", "forecast", "project", "budget", "schedule", "may", "will", "could", "might", "should" or variations of such words or similar words or expressions. Forward-looking information is based on reasonable assumptions that have been made by Mission Ready Services Inc. as at the date of such information and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Mission Ready Services Inc. to be materially different from those expressed or implied by such forward-looking information.
Forward-looking statements are based on assumptions management believes to be reasonable. Although Mission Ready Services Inc. has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Mission Ready Services Inc. does not undertake to update any forward-looking information that is included herein, except in accordance with applicable securities laws.
Contact:
Linda Sampson
CEO
+1-778-583-4476
email: [email protected]
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